Bill has spent more than 30 years focusing on Delaware corporate and commercial litigation, with an emphasis on cases involving mergers and acquisitions, proxy contests and consent solicitations, and shareholder class and derivative actions.
His litigation practice concentrates on cases pending in the Delaware Court of Chancery and the Delaware Supreme Court as well as matters in the federal courts both in Delaware and in other jurisdictions. He also advises corporate clients and boards of directors with respect to litigation and transactional matters including representations of special negotiating committees, shareholder demand review committees, and special litigation committees.
Bill is a Fellow to the American College of Trial Lawyers and the American College of Governance Counsel, and is a member of the International Society of Barristers. He also serves as a member of the Advisory Board for the John L. Weinberg Center for Corporate Governance, Alfred Lerner College of Business & Economics, University of Delaware, and the NYU School of Law Institute for Corporate Governance and Finance.
Bill is the author of numerous articles on Delaware corporate law and contributed chapters on appraisal rights and inspection of corporate/partnership books and records to a five-volume corporate law treatise. He frequently presents before business and professional audiences on Delaware corporate law, and has been a guest instructor at M&A law classes at Harvard, Penn, Cal-Berkeley, Stanford, New York University, Columbia, Penn State Dickinson Law, Hofstra, Tulane, and Delaware Law School.
Experience
Bill has acted as lead or co-counsel in numerous significant litigations involving Delaware corporate law issues.
Represented the Society for Corporate Governance as amicus curiae. Prepared an amicus brief advocating for the constitutionality of deal-making safe harbor provisions in amended Section 144 of the Delaware General Corporation Law. Rutledge v. Clearway Energy Grp LLC, Del. Ch., C.A. No. 25-0499; Del. No. 248, 2025
Successfully defended Rock Holdings Inc. (RHI), the controlling stockholder of Rocket Companies (a family of companies including Rocket Mortgage), against a stockholder derivative action asserting a “Brophy”/insider trading claim. In re Rocket Companies Inc. S’holder Derivative Litig., Del. Ch., C.A. No. 21-1021-KSJM
Counsel to IAC Holdings Inc. and certain directors in an appeal before the Delaware Supreme Court concerning the “MFW” framework in controller transactions. In re Match Grp., Inc. Deriv. Litig., Del. Ch., C.A. No. 20-0505-MTZ; Del. No. 368, 2022
Advised the special committee of publicly traded mattress manufacturing company Purple Innovation, Inc. in a proxy fight and lawsuit challenging a poison pill and other board defenses. Coliseum Cap. Mgmt. LLC v. Anthos, Del. Ch., C.A. No. 23-0220-PAF
Defended against a lawsuit filed in the Delaware Court of Chancery concerning the multibillion-dollar acquisition of Pilot Travel Centers by Berkshire Hathaway. The case settled on the eve of trial. Pilot Corp. v. Abel, Del. Ch., C.A. No. 23-1068-MTZ
Lead counsel to certain directors of Premier, Inc. in a stockholder derivative action challenging the fairness of a restructuring that eliminated a dual-class structure and a tax receivable agreement (TRA). The case settled after mediation. City of Warren General Employees’ Ret. Sys. v. Alkire, Del. Ch., C.A. No. 22-0207-JTL
Represented a private company in a breach of contract case involving a contemplated merger with a special purpose acquisition company (SPAC). In re P3 Health Grp. Holdings, LLC, Del. Ch., Consol. C.A. No. 21-0518-JTL
Represented L-5 Healthcare Partners, LLC in litigation specifically enforcing a preemptive right. L-5 Healthcare Partners, LLC v. Alphatec Holdings, Inc., Del. Ch., C.A. No. 19-0412-NAC
Represented company in an action challenging the adoption of charter provisions extending exculpation protections under 8 Del. C. § 102(b)(7) to officers in the wake of then recent amendments to the DGCL. The Court of Chancery dismissed the action, and the Delaware Supreme Court affirmed. In re Fox Corporation/Snap Inc. Section 242 Litig., Del. Ch., Consol. C.A. No. 22-1032-JTL; Del. Nos. 120 & 121, 2023
Represented Southwest Gas and directors in takeover dispute launched by activist Icahn Partners. Icahn Partners LP v. Hester, Del Ch., C.A. No. 21-1031-KSJM
Represented numerous clients in connection with “busted deal” litigations, including:
- Defended freight and logistics company Forward Air in a dispute concerning it’s right to terminate a $32 billion merger. Case was set for expedited trial and ultimately settled on the eve of trial after the parties agreed to a revised merger agreement with a lower acquisition price. Omni Newco LLC v. Forward Air Corp., Ch., C.A. No. 23-1104-KSJM
- Represented Antin Infrastructure Partners S.A.S. in an expedited litigation concerning a merger agreement to acquire OpticalTel. The Delaware Court of Chancery found the merger capitalization representations in the merger agreement were inaccurate, thus allowing Antin to terminate the merger. HControl Holdings LLC v. Antin Infrastructure Partners S.A.S., Del. Ch., C.A. No. 23-0283-KSJM
- Represented the acquirer in a case concerning claims of material adverse effect (MAE) on the target’s business due to the impact of COVID-19. The target company sought specific performance to compel acquirer to close $1.6 billion two-step merger agreement in the wake of diminished performance. Forescout Techs., Inc. v. Ferrari Grp. Holdings, L.P., Del. Ch., C.A. No. 20-0385-SG
- Represented Comtech Telecommunications Corp. in a dispute involving claims of COVID-related “material adverse effect” (MAE) and specific performance concerning a $532 million merger agreement. Comtech Telecommunications Corp. and Convoy Ltd. v. Gilat Satellite Networks Ltd., Del. Ch., C.A. No. 20-0553-JRS and In re Comtech/Gilat Merger Litig., Del. Ch., C.A. No. 20-0605-JRS
- Represented Madison Dearborn Partners and its portfolio company, SIRVA Worldwide Inc., in an expedited action arising out of an agreement to purchase Realogy Holding Corp. Successfully obtained dismissal of Realogy’s claim for specific performance of the purchase agreement. Realogy Holdings Corp. v. SIRVA Worldwide, Inc., Del. Ch., C.A. No. 20-0311-MTZ
- Defended the buyer in the second case of the COVID-19 “busted deal” era that went to trial and was decided by the Court of Chancery. Snow Phipps Grp., LLC v. KCAKE Acquisition, Inc., Del. Ch., C.A. No. 20-0282-KSJM
- Represented medical device company Channel Medsystems, Inc. in litigation over Boston Scientific Corporation’s attempt to terminate its merger agreement. Channel Medsystems, Inc. v. Bos. Sci. Corp., Del. Ch., C.A. No. 18-0673-AGB
- Represented Vintage Rodeo Parent, LLC in an expedited litigation alleging breach of a $1.365 billion merger agreement with Rent-A-Center, Inc. Following a two-day trial, the Court permitted Rent-A-Center to terminate, but reserved judgment on payment of the $126.5 million termination fee and requested additional briefing. The case ultimately settled. Vintage Rodeo Parent, LLC v. Rent-A-Cntr., Del. Ch., C.A. No. 18-0927
- Represented Anthem, Inc. in litigation with Cigna over terminated merger before the Delaware Court of Chancery and in an appeal before the Delaware Supreme Court. In re Anthem-Cigna Merger Litig., Ch., C.A. No. 17-0114-JTL; Cigna Corp. v. Anthem, Inc., Del. No. 364, 2020
- Represented Abbott in connection with its acquisition of Alere and related litigation between the two healthcare companies regarding whether the merger should proceed. In re Alere-Abbott Merger Litig., Del. Ch., C.A. No. 12963-VCG
- Represented generic pharmaceutical company Akorn Inc. as co-lead trial counsel in litigation over whether global healthcare company Fresenius improperly terminated a merger agreement with Akorn. Akorn, Inc. v. Fresenius Kabi AG, Del. Ch., C.A. No. 18-0300-JTL; Del. No. 535, 2018
Represented Berkshire Hathaway in connection with the merger between USG and Knauf. Case involves allegations that Knauf violated Section 203 of the DGCL. In re USG Corp. S’holder Litig., Del. Ch., C.A. No. 18-0602-SG
Argued the first case of its kind before the Delaware Supreme Court regarding the application of the Corwin v. KKR doctrine to a tender offer pursuant to Section 251(h) of the DGCL. Former stockholders of Volcano sued in connection with the acquisition of Volcano by Philips. Court below dismissed the claims against the Volcano directors based on Corwin doctrine and Supreme Court affirmed. In re Volcano Corp. S’holder Litig., Del. Ch., C.A. No. 10485-VCMR; Del. No. 372, 2016
Represented a special committee of NRG Yield Board as lead counsel in connection with litigation challenging a recapitalization transaction. Argued motion to dismiss requesting an expansion of the MFW doctrine outside of the “freeze-out” context. IRA Trust of FBO Bobbie Ahmed v. Crane, Del. Ch., C.A. No. 12742-CB
Represented General Motors Directors in connection with shareholder derivative action arising out of ignition switch issues. Delaware Court of Chancery granted defendants’ motions to dismiss, and Delaware Supreme Court affirmed. In re Gen. Motors Co. Derivative Litig., Del. Ch., Consol. C.A. No. 9267-VCG; Del. No. 392, 2015
Represented drilling company Nabors in connection with merger with C&J Energy and related litigation. C&J Energy Servs., Inc. v. City of Miami Gen. Employees’, Del. Ch., C.A. No. 9980-CB; Del. No. 655/657, 2014
Represented Third Point, LLC in Court of Chancery action challenging poison pill adopted by the Board of Directors of Sotheby’s. Third Point, LLC v. Ruprecht, Del. Ch., C.A. Nos. 9469-VCP, 9497-VCP, 9508-VCP
News & Insights
Speaking Engagement, 3.19.2026 through 3.20.2026Bill Lafferty serves as a conference co-chair for the Tulane University Law School’s 38th Annual Corporate Law Institute on March 19-20, 2026.
Honors & Recognitions
Chambers USA: Guide to America’s Leading Lawyers, ranked in Delaware Chancery, since 2004
The Legal 500 US, Leading Lawyer in M&A litigation, since 2017
Delaware Business Times, recognized among “Delaware 222” list of impactful leaders in the First State, 2024-2026
Benchmark Litigation, Local Litigation Star, since 2013
The Best Lawyers in America, leading Delaware litigator, since 2007
Lawdragon’s 500 Leading Lawyers in America, listed, 2012-2015, 2018, 2020-2026
Delaware Super Lawyers, listed in business litigation, since 2007; ranked number one on the “Top 10” list for Delaware, 2018-2020; listed in the “Top 10”, 2021-2024
Who’s Who Legal, listed in M&A and corporate governance, since 2014
Professional & Civic
American Bar Association (Business Law Section, Committee on Business and Corporate Litigation, and Securities Litigation Committee (M&A/Proxy Litigation Subcommittee, Co-Chair))
American College of Governance Counsel (Fellow)
American College of Trial Lawyers (Fellow)
American Law Institute (Restatement of the Law of Corporate Governance, Adviser)
Arsht-Cannon Fund (Advisory Board)
Combined Campaign for Justice (former Co-Chair)
Court of Chancery Rules Committee (Former Chair)
Delaware Board of Bar Examiners (appointed by Delaware Supreme Court, 2000-2006)
Delaware Commission on Continuing Legal Education (Chair, 2004-2007)
Dickinson Law Board of Overseers (Advisory Board)
Delaware State Bar Association (Corporation Law Section and Committee on Professional Ethics)
Delaware Supreme Court Rules Committee (Former Member)
International Society of Barristers
John L. Weinberg Center for Corporate Governance, University of Delaware (Advisory Board)
NYU School of Law Institute for Corporate Governance and Finance (Advisory Board)
Sanford School (Board Member, 2008-2022; President of Board, 2013-2017)
Tulane Corporate Law Institute (Co-Chair)
Unidel Foundation (Board Member)
University of Delaware (Board of Trustees, Chair of Audit Visiting Committee, 2019-2022; Chair of Student Life & Athletics Committee, 2023-present; 2023 UD Alumni Association Award Recipient)
William H. Heald Scholarship Committee (Chair)
Clerkships
- Law Clerk to the Honorable Maurice A. Hartnett, III, Delaware Court of Chancery, 1989-1990
Education
Penn State Dickinson Law, JD, 1989
Dickinson Law Review, articles editor, 1988-1989
Woolsack Honor Society
Appellate Moot Court Board
United States Attorney Clinic
University of Delaware, BSBA, finance, 1985
Admissions
- Delaware, 1989
- Pennsylvania, 1990
- US District Court for the District of Delaware, 1991
- US Court of Appeals for the Third Circuit, 2002
Chambers USA market commentators say Bill is “a fountain of knowledge, he’s just a phenomenal lawyer.” Peers describe him as a “first-rate litigator with terrific judgment,” “front and center on every big litigation,” and one source praises his keen “business sense.”
